ARIS Aris Water Solutions Inc

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): May 7, 2024

Aris Water Solutions, Inc.

(Exact Name of Registrant as Specified in Charter)

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9651 Katy Freeway, Suite 400

Houston, Texas 77024

(Address of Principal Executive Offices and Zip Code)

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Registrant’s telephone number, including area code:

(832) 304-7003

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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Securities registered pursuant to Section 12(b) of the Act:

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 2.02. Results of Operations and Financial Condition.

On May 7, 2024, Aris Water Solutions, Inc. issued a press release announcing its operating and financial results for the quarter ended March 31, 2024. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated by reference herein.

The information in this Item 2.02, including Exhibit 99.1 to this Current Report on Form 8-K, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01.Financial Statements and Exhibits.

(d) Exhibits.

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SIGNATURES

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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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Date: May 7, 2024

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Exhibit 99.1

Source: Aris Water Solutions, Inc.

May 7, 2024

Aris Water Solutions, Inc. Reports First Quarter 2024 Results, Announces 17% Increase to Quarterly Dividend

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HOUSTON, Texas, May 7, 2024 – Aris Water Solutions, Inc. (NYSE: ARIS) (“Aris,” “Aris Water” or the “Company”) today announced financial and operating results for the first quarter ended March 31, 2024.

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FIRST QUARTER 2024 HIGHLIGHTS

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“Aris had an exceptional start to 2024, continuing to build on our momentum and strong results from last year. We grew produced water volumes 6% sequentially and expanded our operating margins to new highs. Our consistent performance is reflective of the hard work of our dedicated team leveraging our critical expansive infrastructure to support the delivery of our differentiated water solutions,” said Amanda Brock, President and CEO of Aris.

“Aris’s long-term infrastructure contracts continue to provide significant volume and revenue visibility. Over 80% of our revenue is from these production-based dedication agreements in the core of the Permian Basin from top-tier customers. We’ve steadily increased our volumes and

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achieved record margins while finding ways to better leverage our asset footprint to lower our capital spending. Our persistent focus on efficiency is evident in our results, as our Adjusted EBITDA grew 8% sequentially, exceeding our expectations and guidance.

Given our balance sheet strength, expectations for continued growth, and confidence in our ability to increase our free cash flow, we are pleased to announce a 17% increase to our quarterly dividend. We expect to further reduce our capital expenditures in the second half of 2024 and intend to evaluate additional opportunities to increase returns to shareholders.

While we remain focused on execution in our core environmental infrastructure business, we are evaluating adjacent growth opportunities and have made progress in our beneficial reuse and mineral extraction efforts. We are successfully piloting and developing processes to desalinate and treat produced water to standards acceptable for aquifer replenishment, agriculture, and industrial uses and are actively pursuing how to cost effectively scale these technologies.

After extensive long-term testing, Aris has identified high-value minerals that could potentially be economically recovered from our produced water. Aris is now assessing potential partnership opportunities to commercialize the extraction of certain minerals.

Beneficial reuse and mineral extraction could expand our markets and revenue streams, and we are excited to be taking a leadership role in the future of the industry while executing exceptionally well and returning cash to shareholders.”

OPERATIONS UPDATE

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FINANCIAL UPDATE

Net income was $16.8 million for the first quarter of 2024 versus net income of $7.7 million in the first quarter of 2023 and net income of $13.0 million in the fourth quarter of 2023. Adjusted Net Income¹ was $20.1 million for the first quarter of 2024 versus $9.8 million for the first quarter of 2023 and $15.4 million in the fourth quarter of 2023.

Adjusted EBITDA¹ was $53.1 million for the first quarter of 2024, up approximately 39% from $38.1 million in the first quarter of 2023, and up approximately 8% from $49.3 million in the fourth quarter of 2023.

Gross Margin per Barrel for the first quarter of 2024 was $0.32 per barrel versus $0.24 per barrel in the first quarter of 2023.

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Adjusted Operating Margin per Barrel² for the first quarter of 2024 was $0.46 per barrel versus $0.39 per barrel in the first quarter of 2023.

First quarter 2024 Capital Expenditures⁴ totaled approximately $38 million versus $48 million in the first quarter of 2023.

STRONG BALANCE SHEET AND LIQUIDITY

As of March 31, 2024, the Company had approximately $21 million in cash and $324 million available under its revolving credit facility for total available liquidity of $345 million. The Company’s leverage ratio at the end of the first quarter of 2024 was 2.15X³, below the low end of its target leverage range of 2.5X-3.5X.

SECOND QUARTER 2024 DIVIDEND INCREASE

On April 30, 2024, Aris’s Board of Directors approved a 17% increase to Aris’s quarterly dividend to $0.105 per share. In conjunction with the dividend payment, a distribution of $0.105 per unit will be paid to unit holders of Solaris Midstream Holdings, LLC. The dividend will be paid on June 20, 2024, to holders of record of the Company’s Class A common stock as of the close of business on June 6, 2024. The distribution to unit holders of Solaris Midstream Holdings, LLC will be subject to the same payment and record dates.

SECOND QUARTER 2024 FINANCIAL OUTLOOK

“2024 is off to a strong start and we are encouraged by our outlook for the rest of the year. The first quarter of 2024 benefited from new well connections being delivered earlier than expected, which pulled forward produced water volumes from the second quarter into the first. Additionally, certain flowback volumes resulted in higher skim oil recoveries than we normally see and certain well maintenance costs were delayed until later this year. We estimate the EBITDA benefit to the quarter from these items was approximately $4.0 million.

As we update our outlook for the balance of the year and consider first quarter results, we are increasing the low-end of our 2024 Adjusted EBITDA guidance, establishing a new range of between $185 and $200 million,” said Amanda Brock.

For the second quarter of 2024, the Company expects:

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CONFERENCE CALL

Aris will host a conference call to discuss its first quarter 2024 results on Wednesday, May 8, 2024, at 8:00 a.m. Central Time (9:00 a.m. Eastern Time).

Participants should call (877) 407-5792 and refer to Aris Water Solutions, Inc. when dialing in. Participants are encouraged to log in to the webcast or dial in to the conference call approximately ten minutes prior to the start time. To listen via live webcast, please visit the Investor Relations section of the Company’s website, www.ariswater.com.

An audio replay of the conference call will be available shortly after the conclusion of the call and will remain available for approximately fourteen days. It can be accessed by dialing (877) 660-6853 within the United States or (201) 612-7415 outside of the United States. The conference call replay access code is 13745332.

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About Aris Water Solutions, Inc.

Aris Water Solutions, Inc. is a leading, growth-oriented environmental infrastructure and solutions company that directly helps its customers reduce their water and carbon footprints. Aris Water delivers full-cycle water handling and recycling solutions that increase the sustainability of energy company operations. Its integrated pipelines and related infrastructure create long-term value by delivering high-capacity, comprehensive produced water management, recycling and supply solutions to operators in the core areas of the Permian Basin.

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¹ Adjusted Net Income, Adjusted EBITDA, and Diluted Adjusted Net Income per Share are non-GAAP financial measures. See the supplementary schedules in this press release for a discussion of how we define and calculate Adjusted Net Income, Adjusted EBITDA, and Diluted Adjusted Net Income per Share and a reconciliation thereof to net income, the most directly comparable GAAP measure.

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² Adjusted Operating Margin per Barrel is a non-GAAP financial measure. See the supplementary schedules in this press release for a discussion of how we define and calculate Adjusted Operating Margin per Barrel and a reconciliation thereof to gross margin, the most directly comparable GAAP measure.

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³ Represents a non-GAAP financial measure. Defined as net debt as of March 31, 2024, divided by trailing twelve months Adjusted EBITDA. Net debt is calculated as total debt less cash and cash equivalents. See the supplementary schedules in this press release for a reconciliation to the most directly comparable GAAP measure.

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⁴ Capital Expenditures is a non-GAAP financial measure. See the supplementary schedules in this press release for a discussion of how we define and calculate Capital Expenditures and a reconciliation thereof to cash paid for property, plant, and equipment, the most directly comparable GAAP measure.

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Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Examples of forward-looking statements include, but are not limited to, statements, information, opinions or beliefs regarding our business strategy, our industry, our future profitability, business and financial performance, including our guidance for 2024, current and potential future long-term contracts, legal and regulatory developments, our ability to identify strategic acquisitions and realize expected benefits therefrom, the development of technologies for the beneficial reuse of produced water and related strategies, plans, objectives and strategic pursuits and other statements that are not historical facts. In some cases, you can identify forward-looking statements by terminology such as “anticipate,” “guidance,” “preliminary,” “project,” “estimate,” “expect,” “anticipate,” “continue,” “sustain,” “will,” “intend,” “strive,” “plan,” “goal,” “target,” “believe,” “forecast,” “outlook,” “future,” “potential,” “opportunity,” “predict,” “may,” “visibility,” “possible,” “should,” “could” and variations of such words or similar expressions. Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, our actual results may differ materially from those contemplated or implied by the forward-looking statements including our guidance for 2024. Factors that could cause our actual results to differ materially from the results contemplated by such forward-looking statements include, but are not limited to, energy prices, the Russia-Ukraine and Middle Eastern conflicts, macroeconomic conditions (such as inflation) and market uncertainty related thereto, legislative and regulatory developments, customer plans and preferences, adverse results from litigation and the use of financial resources for litigation defense, technological innovations and developments, and other events discussed or referenced in our filings made from time to time with the Securities and Exchange Commission (“SEC”), including such factors discussed under “Risk Factors” in our most recent Annual Report on Form 10-K, and if applicable, our subsequent SEC filings, which are available on our Investor Relations website at https://ir.ariswater.com/sec-filings or on the SEC’s website at www.sec.gov/edgar. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. All forward-looking statements, expressed or implied, included in this presentation and any oral statements made in connection with this presentation are expressly qualified in their entirety by the foregoing cautionary statements. We undertake no obligation to update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

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Table 1

Aris Water Solutions, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

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Table 2

Aris Water Solutions, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

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Table 3

Aris Water Solutions, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

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Use of Non-GAAP Financial Information

The Company uses financial measures that are not calculated in accordance with U.S. generally accepted accounting principles (“GAAP”), including Adjusted EBITDA, Adjusted Operating Margin, Adjusted Operating Margin per Barrel, Adjusted Net Income, net debt and leverage ratio, and Capital Expenditures. Although these Non-GAAP financial measures are important factors in assessing the Company’s operating results and cash flows, they should not be considered in isolation or as a substitute for net income or gross margin or any other measures prepared under GAAP.

The Company calculates Adjusted EBITDA as net income (loss) plus: interest expense; income taxes; depreciation, amortization and accretion expense; abandoned well costs, asset impairment and abandoned project charges; losses on the sale of assets; transaction costs; research and development expense; change in payables related to the Tax Receivable Agreement liability as a result of state tax rate changes; loss on debt modification; stock-based compensation expense; and other non-recurring or unusual expenses or charges (such as temporary power costs, litigation expenses and severance costs), less any gains on the sale of assets.

The Company calculates Adjusted Operating Margin as Gross Margin plus depreciation, amortization and accretion and temporary power costs. The Company defines Adjusted Operating Margin per Barrel as Adjusted Operating Margin divided by total volumes handled, sold or transferred.

The Company calculates Adjusted Net Income as Net Income (Loss) plus the after-tax impacts of stock-based compensation and plus or minus the after-tax impacts of certain items affecting comparability, which are typically noncash and/or nonrecurring items. The Company calculated Diluted Adjusted Net Income Per Share as (i) Net Income (Loss) plus the after-tax impacts of stock-based compensation and plus or minus the after-tax impacts of certain items affecting comparability, which are typically noncash and/or nonrecurring items, divided by (ii) the diluted weighted-average shares of Class A common stock outstanding, assuming the full exchange of all outstanding LLC interests, adjusted for the dilutive effect of outstanding equity-based awards.

For the quarter ended March 31, 2024, the Company calculates its leverage ratio as net debt as of March 31, 2024, divided by Adjusted EBITDA for the trailing twelve months. Net debt is calculated as the principal amount of total debt outstanding as of March 31, 2024, less cash and cash equivalents as of March 31, 2024.

The Company calculates Capital Expenditures as cash capital expenditures for property, plant, and equipment additions less changes in accrued capital costs.

The Company believes these presentations are used by investors and professional research analysts for the valuation, comparison, rating, and investment recommendations of companies within its industry. Similarly, the Company’s management uses this information for comparative purposes as well. Adjusted EBITDA, Adjusted Operating Margin, Adjusted Operating Margin per Barrel, Adjusted Net Income, and Capital Expenditures are not measures of financial performance under GAAP and should not be considered as measures of liquidity or as alternatives to net income (loss), gross margin, or cash paid for property, plant and equipment. Additionally, these presentations as defined by the Company may not be comparable to similarly titled measures used by other companies and should be considered in conjunction with net income (loss) and other measures prepared in accordance with GAAP, such as gross

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margin, operating income, net income, cash paid for property, plant, and equipment or cash flows from operating activities.

Although we provide forecasts for the non-GAAP measures Adjusted EBITDA, Adjusted Operating Margin per Barrel, and Capital Expenditures, we are not able to forecast their most directly comparable measures (net income, gross margin, and cash paid for property, plant, and equipment) calculated and presented in accordance with GAAP without unreasonable effort. Certain elements of the composition of forward-looking non-GAAP metrics are not predictable, making it impractical for us to forecast. Such elements include but are not limited to non-recurring gains or losses, unusual or non-recurring items, income tax benefit or expense, or one-time transaction costs and cost of revenue, which could have a significant impact on the GAAP measures. The variability of the excluded items may have a significant, and potentially unpredictable, impact on our future GAAP results. As a result, no reconciliation of forecasted non-GAAP measures is provided.

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Table 4

Aris Water Solutions, Inc.

Operating Metrics

(Unaudited)

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Table 5

Aris Water Solutions, Inc.

Reconciliation of Net Income to Non-GAAP Adjusted EBITDA

(Unaudited)

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Table 6

Aris Water Solutions, Inc.

Reconciliation of Gross Margin to Adjusted Operating Margin and
Adjusted Operating Margin per Barrel

(Unaudited)

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Table 7

Aris Water Solutions, Inc.

Reconciliation of Net Income to Non-GAAP Adjusted Net Income

(Unaudited)

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Table 8

Aris Water Solutions, Inc.

Reconciliation of Diluted Net Income Per Share to Non-GAAP Diluted Adjusted Net Income Per Share

(Unaudited)

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Table 9

Aris Water Solutions, Inc.

Computation of Leverage Ratio

(Unaudited)

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